Arsenal manager Arsene Wenger made an incredible eight changes, with Pires, Vieira and Bergkamp all winning a re-call.

Boro made a bright start winning a corner in the fourth minute, which was taken by Downing, but Edu was on hand to clear the danger.

Seconds later Boro won a throw-in deep into the Arsenal half, which was taken by Zenden.

The ball reached Toure, and although the defender sliced his effort horribly, Lehmann reacted sharply to make an important claim.

It wasn't long before the Gunners mounted their own attack and Pires sliced open the Boro defence with a neat pass but Ljungberg, who was playing alongside Bergkamp in attack, was unable to reach the ball and Schwarzer gathered.

On eight minutes Parlour hit an ambitious attempt on goal from 20 yards, but his effort flew well wide.

Arsenal had the ball in the net after quarter of an hour when Pires headed home a Bergkamp cross from close range, but the Frenchman was ruled offside.

But the effort from the Gunners on 19 minutes was perfectly legal.

Parlour out-tussled Parnaby close to the corner flag on the Arsenal right, with the Boro defender ending up in the crowd. The resulting cross was dummied by Ljungberg and BERGKAMP'S powerful low drive from 15 yards was deflected past Schwarzer by Queudrue.

Boro bounced back almost immediately by scoring a well worked equaliser on 23 minutes.

Franck Queudrue's free-kick midway inside the Arsenal half was headed across goal by Ricketts and JOB showed incredible skill to chest the ball down and rifle his shot into the roof of Lehmann's net.

A minute later Arsenal were on the attack again and it required a spectacular diving save from Schwarzer to keep out a curling Cole effort.

The resulting corner by Pires was met by Campbell, who should have done better than head his effort straight into the arms of the Boro keeper.

On 25 minutes there was further drama when Parlour found Pires with a clever diagonal pass from the right wing and Riggott appeared to trip the French international on the edge of the Boro box, but the referee waved away the Arsenal protests.

The Gunners re-took the lead on 28 minutes. Patrick Vieira cut the ball back from the byline on the edge of the Boro penalty area to LJUNGBERG, who wrong-footed his markers with a cleverly executed drag back before poking a shot into the net from close range.

Boro set about pegging back the home side once again by forcing three back-to-back corners.

The second, taken by Downing, led to a penalty appeal when the incoming ball appeared to strike Parlour's hand, but for the second time in the match the referee waved away the protests.

Zenden became the first player to be booked, on 36 minutes, when he tripped Vieira on the edge of the Boro box.

The resulting free-kick from Edu looked impressive, but was comfortably saved by Schwarzer.

Both sides cancelled each other out in the closing moments of the half.

HALF-TIME: Arsenal 2, Boro 1

Neither manager made a change during the interval and the early stages of the second half saw some cagey football for both teams.

The most significant moment of the first five minutes after the restart was a yellow card for Riggott, who took back Ljungberg deep into the Arsenal half.

The resulting free-kick just five yards in from the byline near the corner flag, was a wicked inswinger from Bergkamp, which Schwarzer did well to palm away.

On 51 minutes the home side put together a neat move with Edu sending a ball deep into the Boro penalty area, which Bergkamp headed into the path of Ljungberg but Schwarzer reacted quickest to clear the danger.

A minute later Boro staged a quick counter-attack with Zenden releasing Mills wide on Arsenal's left back, but the England defender horribly over-hit his cross.

On 53 minutes Arsenal were back on the attack and Pires was allowed far too much time and space to charge towards the Boro goal. His pass to Edu was wasted when the Brazilian, just 15 yards out, over-ran the ball.

It was all Arsenal at this stage and seconds later Bergkamp did well to hit a goal-bound shot from a tight angle through the legs of Mills, but Schwarzer was alert to the danger and pulled off an important save.

Parnaby became the third Boro player to have his name taken as a result of a rash 56-minute challenge on Parlour.

On the hour mark Dennis Bergkamp hit the Boro defence with a dangerous diagonal pass into the path of Pires, but under pressure from Mills the Frenchman took a theatrical dive, which the referee rightly ignored.

The tie was effectively put beyond Boro on 67 minutes. Pires found Bergkamp with a neat pass and the Dutchman's effort from the edge of the area was deflected behind.

The resulting corner from Pires was met by Ljungberg whose header was cleared off the line by Mendieta, but TOURE reacted quickest and scuffled a close range shot over.

On 70 minutes Downing attempted an ambitious first time effort from the angle of the penalty area, which flew high over the bar.

It wasn't long, though, before Arsenal were back on the attack and both Vieira and Toure were just inches from connecting with a Pires corner.

A second attempt by Pires was this time met by Bergkamp and his first time volley was deflected into the path of Ljungberg, but the Swede could only turn the ball wide with an outstretched leg.

On 73 minutes McClaren made a triple substitution, replacing Downing, Job and Ricketts with Nemeth, Juninho and Maccarone respectively.

Two minutes later Wenger replaced the impressive Vieira with Clichy which suggests that the Arsenal manager is keeping the Gunners skipper fresh for Wednesday's Carling Cup semi-final second leg.

The match finished in controversial circumstances, when Boateng was sent off for two yellow card offences. The Dutchman felt particularly aggrieved at receiving his marching orders because the first of the bookings was clearly wrongly awarded by the referee.

Arsenal sub BENTLEY rubbed salt in the Boro wounds by scoring his side's fourth of the day with an audacious 90th minute lob over a helpless Schwarzer.